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Stockholders’ Equity and Distributions
 12 Months Ended
Dec. 31, 2025
Equity [Abstract]  
Stockholders’ Equity and Distributions

NOTE 10. Stockholders’ Equity and Distributions

 

The Company elected and qualified to be treated as a REIT commencing with the taxable year ending December 31, 2022. U.S. federal income tax law requires that a REIT distribute annually at least 90% of its net taxable income, excluding net capital gains, and that it pays tax at regular corporate rates to the extent that it annually distributes less than 100% of its net taxable income, including net capital gains. In addition, a REIT is required to pay a 4% nondeductible excise tax on the amount, if any, by which the distributions that it makes in a calendar year are less than the sum of 85% of its ordinary income, 95% of its capital gain net income and 100% of its undistributed income from prior years.

 

On November 9, 2023, the Board of Directors authorized the repurchase of up to $5 million of the Company’s common stock. As of December 31, 2025 the Company had purchased 319,584 shares in aggregate of common stock at an average price per share of $9.93 and an aggregate repurchase priced of $3.2 million.

 

As of December 31, 2025, there were a total of 13,257,425 shares of common stock issued and outstanding. The outstanding shares were held by a total of approximately 4,041  stockholders of record, including certain affiliates of the Company who held 865,322 of these shares.

 

At December 31, 2025 there were 42,347,555 OP units outstanding. Under the terms of the Operating Partnership agreement, such holders have the right to request the redemption of their OP units, in cash. If a holder requests redemption, the Company will have the option of issuing shares of common stock to the requesting holder instead of cash. In addition, OP unit holders are required to obtain Company approval prior to the sale or transfer of any or all of such OP unit holders’ interest.

 

In addition, the Company has reserved a total of 42,347,555 shares of common stock that may be issued, at the Company’s option, upon redemption of the OP units outstanding as of December 31, 2025.

 

 

STRAWBERRY FIELDS REIT, INC. and Subsidiaries

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS